Crazy Love
by Digging The Hair
Summary: Layla isn't crazy about Gwen Grayson, the hottest girl in school.  But what happens when Gwen reveals some feelings towards the sidekick?  Contains slash.  Language and sexual themes.  If you're into that sort of thing.  Updated!
1. Didn't see that coming!

**I decided to do this out of impulse, I almost forgot this movie existed. I also noticed there isn't ****any femslash stories for these two but a few tribute videos on Youtube. I made Gwen a crazy ****nympho. I may continue.**

Layla was just getting off the school bus at Sky High when she spotted a large group of students gathered; curious, she walked over to see what was happening. Nothing was really all that normal at this school since it was a top secret school for superheros in training but it never got old especially when someone was discovering a power for the first time. Layla didn't want to use her powers to hurt people so she was labelled as a sidekick; being a sidekick was almost like being treated like an outcast, a loser, a short bus kid. Layla couldn't see what everyone was looking at, she found a peephole between two jockish dudes. It was only Gwen Grayson, the popular, pretty girl of the school getting some unnecessary attention; everyday people would kiss her ass and tell her how talented she was, unlike Layla she was a hero and was proud to show off her powers to everyone. One of the jocks said a rather lame joke to her, she laughed humouring him, that's when she seen Layla's face looking at her, she gave her a dirty look. Layla locked eyes with her piercing brown eyes almost in a trance.

"What are you looking at?", Gwen asked which caused everyone to look back at Layla and give her the exact same look.

"Nothing", she said backing away.

Gwen went back to talking to everyone, Layla walked over to the entrance of the school to meet up with her best friend Will; despite being a hero he still made time to hangout. "What's wrong Layla?", he asked noticing she was shaking a little.

"Nothing, just that bitch, Gwen Grayson. Why can't anyone see that but me?"

"What are you talking about? She's a nice girl...I think. Besides, have you seen her ass?"

"Will!", Layla shouted. She didn't like it when he talked like that around her as if she was a guy and also the fact that she had hopes that some day soon he would ask her out.

"Sorry, it's just that, it is nice. Right?"

"...Yeah, I'll admit that", she said looking back at her own derriere which wasn't nearly as round or shelved like the mighty Gwen Grayson. Layla had to admit, without showing much skin, Gwen was beautiful, with her long dark brown hair and her tight sweaters hiding her big boobs; which Layla believed could possibly be fake. Will thought it was kind of cute how jealous Layla could be, he saidhis farewell and went to his advanced class leaving Layla to go to her normal sidekick class.

It was an incredibly boring class, the teacher was stiff and dry in his teaching as if it would kill him to show some interest in it. The window was Layla's only escape, she was starting to miss regular school. She made an excuse to get out of the remainder of class, stating she had a stomach virus. Walking along the halls, Layla couldn't believe she hadn't done this before, she was always the good girl that never rebelled against anything in her life. She walked to a vending machine, she checked her pockets but she had no change on her, she brown bagged it today. That's when a loud buzzing noise came echoing along the hallway, it started off small but grew louder. Layla went to investigate, it was coming from a far off classroom. The door was opened a crack, she peeked in to see what horrors awaited her. She was startled to see Gwen, alone in the room working on something. Her back was to the door and her body hid whatever she had on a lab desk. She was using her Techno powers to manipulate some kind of device, Layla, knew there was something about her that wasn't right. She decided to take this up with the principal right a way. But before Layla could do anything Gwen turned around and spotted her.

"Well. Well. Well. Looks like somebody is being a nosey girl today!" Layla was frozen, she couldn't budge. Gwen walked over and opened the door, pulling Layla inside by her shirt collar. She was strong enough to drag her over to a seat facing the device.

"What are you doing Gwen?", asked Layla still in fear.

"Well, dear, I'm just working on a little science project. The real question is what's a fine piece of ass like you doing, spying on me?" Layla was shocked, she never heard Gwen talk like this before.

"I heard a noise", she said trying not to choke on her words.

"Oh, really? What about this morning? You can't seem to take you're eyes off me. But I can't blame you, we all have urges!" What was she getting at? Layla wondered, was she making fun of her? She wasn't gay but that wouldn't stop hateful rumours. Gwen stood facing Layla while Layla sat looking up at her confused.

"I can't stop looking at you either, it's so difficult keeping up this charade! You walking around in your short skirts and your pigtails!", Gwen fondled Layla's skirt and played with her pigtails.

"What are you doing?", said Layla, helplessly, she didn't know what to do.

Gwen laughed menacingly, "Oh, Layla! Ever since I met you I wanted to..."

"Wanted to what?", asked Layla as Gwen was stuck on the word.

"Don't tell anybody I told you this, not that they would believe you. I'VE ALWAYS WANTED TO FUCK YOU!", she said trying to keep the last part quiet but struggled because she was so very excited. Layla's eyes widened in fear, she was speechless, the hottest girl in school wanted to do her. "I know what you're thinking. I'm the luckiest girl in the world, I have the privilege to fuck Gwen Grayson!"

"Ew", exclaimed Layla, "Why would I want to do that? How would I do that?" Gwen squatted down,

facing the redhead with her piercing eyes once more.

"I've seen that burning desire in your eyes, you want this just as much as me. Kissing, embracing, your fingers through my hair, the feel of your warm breath on my neck, our naked bodies in unison, thrusting, sweating, my legs wrapped around you, your hands squeezing my tits! Our tongues in each others throats!.."

"You're crazy!", said Layla as she sprung up quickly from the chair, but before she could make a mad dash for the door Gwen's hand snatches her her arm getting a grip.

"My, do you work out?"

"I don't know if this is some sick joke but I'm out of here!", said Layla. Gwen gets closer, she puts a hand on one of Layla's cheeks, Layla hesitates but allows it.

"Oh, sweet Layla. I know this is a lot to take in but we're destined to be together. I want you baby...", she placed a soft kiss on Layla's cheek, the redhead blushed, her face red as can be, she smiled a small smile but is still a little overwhelmed. When she thinks it is over Gwen brings out her tongue and starts licking her face almost like an animal. Layla is grossed out, this is way too crazy to be for real; she kept expecting to wake up in class but it just didn't happen. Gwen finally stopped with one final slobbery lick. "That's just a sample!" Layla, doesn't look back she runs out of the classroom like a gazelle. Gwen, smiles widely, "One day you'll thank me, Layla Williams. One day." Gwen goes back to working on her _"Science project"_and humming a tune.

**I'll add more in the days to come...**


	2. DETENTION!

**Continuing Gwen's obsession with Layla. Strong Language and Sexual Content, be warned.**

Layla continued the week, pretending everything was normal but it wasn't. Gwen Grayson put the moves on her and said she wanted to FUCK her! Gwen always seemed like just a nice girl who was maybe just a tad bit of a show off. Layla couldn't stand her before because she always seemed to get her friend Will and the other boys' attention. After the bombshell she dropped on her, Layla was debating on what to do. Gwen told her no one would believe her, which was true; who would listen toa sidekick anyway? Especially when she was telling everyone the most popular girl in the school was a lesbo and licked her face like an ice cream cone? She passed by the principal's office everyday hoping to gather the courage to run in and spill her guts. In class and in her free time she couldn't stop thinking about how this would be treated by an adult. _"Okay, Layla, tell us where the bad girl touched you"_, thought Layla, daydreaming in phys ed. Maybe they would think she made it up just to spread a rumour since everyone by now knew she hated the bitch. What was worse, Layla's locker was right next to Gwen's; she had to make sure everyday she would get to her locker first before Gwen and hurry to her first class, which was difficult because Gwen makes sure she gets to school extra early everyday because she's the head of a bunch of clubs and committees. She was very busy now that she was a Senior; which was another thing, Layla was only a Freshman at this school.

One day in the cafeteria Layla was standing in line when she felt someone breathing on her and inhaling deeply."You smell like strawberries today", said Gwen, sniffing Layla's hair. Layla tried her best to ignore her and get her food and find Will, once Gwen got her food she pulled Layla aside, "Right now! I don't care where!"

"What? No!", said Layla trying to whisper so no one could hear.

"A bathroom stall! The janitor's closet! I don't care!"

"Please, Gwen! Would you give this up, I'm going to go to the principal's office!"

"And tell her what?", asked Gwen looking into Layla's eyes. Layla couldn't get words together. "Exactly, now come on! My panties are wet!"

"Would you please keep your voice down?", said Layla loudly causing some people to stare awkwardly at her. Gwen put a hand on her shoulder, caressing it.

"By the end of the day I'm going to have you sitting on my face", she said with a grin before walking away.

At her table with the sidekicks and Will, everyone could tell something was up with Layla. "Uh, is everything alright Layla?", asked Will. Layla asked the rest of the group for some time alone with Will, they didn't argue.

"Will, it's about Gwen."

"What about her? Did you get in a fight?"

"No, worse. Much, much worse", said Layla a little disgusted.

"What then?"

"Miss popular hit on me a few days ago. She forced herself on me!" Will didn't know what to say, he

never dealt with anything sexual especially when it involved two girls.

"You're saying she raped you?", said Will laughing a little. "Well, no. But it was harassment! She told me she wanted to fuck me

and she kissed me! For Christ's sake Will, she licked my face!"

"Whoa! That's awesome... I mean..."

"You dick! I needed somebody to talk to about this and you treat it like a joke! I'm debating on what

I should do but I don't think anyone will believe me!" Layla said, pouring her heart out.

"I don't even believe you. But it sounds really hot!"

Layla got up from the table and walked to the closest washroom, ignoring Will's calls. She was upset, she needed to calm down, she splashed water on her face and tried her best not to think about Gwen. After about five minutes face down in the sink she brought her head up to face the mirror. What she saw next almost made her gag, some how without her knowing a student gratified the mirror above her with some pretty obscene slang and doodles. A male teacher came rushing into the room and started shouting at a bewildered Layla, she had nothing to do with it but apparently someone claimed to have seen her sharpie the mirror. Layla was told toreport to detention after school and she had to clean the mirror as punishment for the remainder of lunch. She couldn't believe it, this was turning out to be the absolute worst week of her life. She had never been in trouble before, especially when it came to school.

She entered a classroom after everyone caught their bus, she was surprised to find the room empty, or at least almost empty. "Well, hello", said Gwen looking rather delighted to see her there.

"No", said Layla appalled, "Are you serious? What, did you get detention too just so you could bother me?"

"No, of course not. I'm in charge of you for the hour."

"W-what? There's no way your allowed to do that!"

"The faculty trusts me to look after you. You are only a Freshman. Now sit down Missy", Gwen said in a cheerful tone while grabbing Layla's shoulders, forcing her to sit down.

"I can't be the only one here" Layla said, sceptical.

"I found a room for the rest of the trouble makers so we can be alone together" Layla looked up at Gwen with disgust going as far as making a grossed out face, "Come now Layla, you knew this was coming." Before Layla could snap back at Gwen for her inappropriate behaviour, two pairs of handcuffs come down on both of her hands locking them unto the arms of her chair; Gwen didn't even have to lift a finger she manipulated the cuffs with her powers.

"What are you doing now?" Layla asked, ready to panic.

"I can't let you get away from me this time", said Gwen as she made her way over to the teacher's desk.

"You'll be sorry!"

"Oh, Layla! Make like a tree and fuck off!" Layla wished she could use her powers on her, but she only had the ability to control plants and they wouldn't do much good in this situation. But she did have a mouth and a pair of lungs she could put to use, she started screaming for help, "No one can hear you, you shouldn't waste your breath" said Gwen menacingly as she put her feet up on the desk. Layla was getting annoyed, the chair was welded to the floor, no one was around to hear her cries and Gwen was smiling and staring at her seductively.

"What?"

"You're so hot. Mmmm. I could stare at you all day."

"Did your parents drop you on your head or something?", asked Layla which caused Gwen to laugh hysterically.

"Oh, Layla. You're too much", she said licking her lips.

"Is this how you get off? Torturing girls? You're sick, Gwen!"

"Maybe I am and you're the cure!", Gwen was starting to make less and less sense, Layla was getting frustrated, she wanted someone to barge in and see what was going on. She came to a conclusion that maybe Gwen was only teasing her and didn't want to have sex with her, that she was in it for manipulation and was just a plain hateful bitch but then she changed her mind about that."Well, I'd say it's time!"

"Time for what?" asked Layla innocently.

"You know." said Gwen as she got up and walked over to the redhead. "I know you liked me kissing you, don't lie, I'm no fool." Gwen started getting closer to Layla with her short short skirt, thrusting her crotch at her. "Can you guess what I have on underneath? Some times I like going commando. Some times thongs. Sometimes really tight pink panties" Layla started to cringe, "Ha ha, look I'm rubbing my snatch in your face!" The Freshman couldn't believe this, Gwen started air humping her, mocking her like she was an animal. "Would you like that, Layla? My snatch in your face? You dirty girl!"

Gwen began to take her purple sweater off much to Layla's protests. "Don't be such a chicken!" Gwen exposed a very sexy looking black bra that complemented her cleavage which Layla had to admit was very well proportioned for any girl her age, "Like what you see, hon?" Layla's eyes were looking at Gwen's chest a little bit longer than they should have; after giving her head a shake out of the trance, Gwen was getting ready to slide out of her short short skirt. "For your eyes only", she said giggling to herself. Layla wanted to say something to stop her but before she could Gwen threw the skirt aside and was revealing a black thong; Layla was relieved for a second knowing she wasn't completely exposing herself. "Now comes the fun part!", said Gwen smiling so big it looked like her face was ready to crack. Layla was speechless, Gwen began giving her a lap dance, grinding, teasing and slapping her ass in front of the girl.

Layla couldn't believe Gwen's ass, it was so big and juicy, no wonder all of the boys at this school went crazy; a creamy, well toned looking ass that looked prettier than her own face. Layla couldn't believe what she was thinking, she had to remind herself that she's heterosexual, it made no difference that there was a beautiful, half naked woman shaking her butt in her face, no matter how glorious it was. Gwen did all sorts of kinky stuff without even touching Layla, but she still felt a little violated. Eventually Gwen sat, facing Layla after giving her legs a stretch; Layla began to stare at her legs as well wondering if there was a single part of this girl that had an put her arms around her, "By the dumb look on your face I'd say you you're quite pleased at what you saw."

"No, you're still crazy! Now let me go!"

Gwen just shook her head, smiling. "How about you say a few magic words and we'll see if these cuffs will unlock", said Gwen licking her lips some more.

"Please, will you open..."

"No, dummy! You have to say: I'll eat your ass if you release me headmistress!", Gwen said this with such grace in her voice. Layla couldn't believe how vulgar she was.

"You're ass?" she asked, crinkling her nose.

"Well you can lick it, I'd like that. What would you prefer?" Layla looked up at the clock, the hour

wasn't going by very quickly, she still had another 40 minutes with this freak. That's when she got an

idea.

"Or, how about letting me out of these cuffs so we can play a little game", Layla said with a flash of her eye lashes at the nympho.

"What kind of game? You run out of the room and find the closest adult?", asked Gwen suspicious of this new found interest.

"No...Baby, I was thinking something a little more...Kinky..." Layla winked one eye causing Gwen to swoon and heave her chest a little more in Layla's face.

"Now, this is the Layla I've always wanted! What do you want to do tome?" Layla thought for a second, giving Gwen a very devilish grin.

"How about a little role playing", Gwen looked like she was getting more aroused with every spoken word, she wanted her now, "You'll be the naughty, misbehaved little girl and I'll be your master...like you'll be my slave." Gwen didn't take long to think about it, there was only one thing on her mind at the moment.

"Yes! Let's do it! What's your first command Lay...Mas.."

"Master is okay. My first command for you my naughty, sex bitch is to uncuff me!", Layla barked. Gwen obliged, she used her techno powers to set Layla free, she still sat on Layla's lap, she was comfortable there. "Now, get up you...WHORE!" Gwen did what she was told, she stood, facing Layla. She put her arms around her.

"Finally...", Gwen was inches away from laying a kiss on Layla, but she was stopped by her index finger.

"Wait!", cried Layla, "You know what would really get me hot? If we did it in a bathroom stall." With Layla's finger still on her lips, Gwen nodded happily then she sucked seductively on Layla's index finger; Layla tried to hold back a gag. "But I want to get there first and be ready for you, give me ten minutes. Okay?"

"Wait, why can't we go together?", asked a desperate Gwen.

"Uh..Because I'm your Master and you do what you're told!" Gwen looked almost scared of Layla for a second but then she brought her look of fear down to seduced.

"Yes, Master! At your command!" Then Layla got an idea, some students and faculty were still hanging around the school, this was a way to humiliate Gwen.

"And you have to come as you are!"

"But, Master...", as Gwen tried to plead, Layla gave her a dirty look, "Of course. But could you do me one quick favour, Master?" Layla just wanted to get the heck out of there but she allowed it.

"Yes?"

"Could you squeeze my ass? Really, really hard?", Gwen gave her a puppy dog look. As much as Layla hated to it would get her off her case for a while. Without much hesitation she took a smacking grab of one of Gwen's ass cheeks, it made a loud slapping sound, then she gave her a tight squeeze that made her yelp a little. Layla was surprised, not about Gwen giving her sexual sounds but about how soft her ass was, the silky feeling, it was great; Layla tried to shake off the feeling. When Gwen was finished giving her appreciation she faced Layla, "Thank you, Master!"

"Now, wait here for ten minutes exactly! We'll be together soon!", said Layla having more fun being demanding to the older girl.

"Yes, Master. But don't you think you should let go of my ass first?", asked her slave with a smile. Layla tried to hold back some laughter.

"Of course! Now wait here, slave!" Layla left the room, Gwen was overjoyed, she couldn't wait; in a small way Layla felt sorry for her but she really couldn't wait to see her get her just-desserts. "Dumb ass", Layla said exiting the school.

**More coming...**


	3. SLEEPOVER!

**Layla's continued quest of avoiding Gwen. She was hoping for a quiet evening but no such luck!**

The following day at school, Layla found out that Gwen aimlessly wandered the halls, half naked and drew quite a bit of attention to herself. Some took pictures. Of course, Layla thought she would be embarrassed but soon found out she actually posed. Gwen had nothing to hide, she was a very beautiful young woman.

Layla had a very titillating dream about Gwen, she couldn't get her luscious bod off her mind. She saw herself walking alone down a bright, white hallway that she immediately recognized to be the school. Gwen was standing at the end, fully naked. Layla could feel herself sweating and feeling light headed. She couldn't look away from the beautiful, naked girl in front of her, the girl she despised with a passion. Gwen brought an arm up and wagged her finger at Layla seductively. Layla played with one of her pigtails and smiled giddily like a little schoolgirl. Once she awoke, she found herself slobbering on her pillow. "What are you doing, Layla?", she asked herself as she wiped her mouth.

At school she continued to avoid her, she managed not to see the psycho for an entire day. She assumed many of Gwen's followers were talking to her in a private room somewhere in the school. Everyone had something to say about her, the internet was now flooded with pictures of her in that black thong; Will, of course had a lot to say about her. "Okay, Will! I get it!", Layla said angrily.

"I'm just saying, you can't deny she doesn't look good" he said showing her a picture he had of Gwen posing. Layla was sick of this, no one would believe her about Gwen and now she was more popular than ever before; not to mention her erotic dream. Once at home, she received a shock, she was just walking in the front door when she came face to face with her sexual stalker, and standing with her parents no less.

"Hi, Layla!", Gwen said. She was standing with the two adults, sipping coffee and looking like they were having quite the conversation. Layla was stunned, there was almost no avoiding her now, at school, in her dreams and now in her own home.

"W-what are you doing here?", Layla asked.

Gwen just smiled and her parents looked at her funny for a moment. "Don't you remember dear?", her mother asked. "You invited your friend Gwen over for a sleepover didn't you?" Layla was trying to work up the courage to speak up but then Gwen approached her with a devious smile. She put her hands on the trembling girl's shoulders.

"Yeah, Layla. You wanted me to come spend the night. Isn't that right?"

Layla was so confused, she wanted to tell her parents that Gwen was insane and was making this up but for whatever reason she was holding this back. She didn't think that she was afraid of Gwen, but something about the look she was giving her told her she should be; something about her seemed evil, like maybe she would harm her parents if she tried anything to have her kicked out on her ass.

"Right", said Layla. "I guess I forgot."

Gwen returned a wide smile, the same one she made before that looked like her entire face would crack. What followed was the most awkward dinner at the suburban household; Layla tried to sit away from Gwen but was unable to sit no more than 12 inches away from her. There was a long silence before Gwen broke it by talking about school and what a stand up student Layla was. She was being her nice self and certainly wasn't being the foul mouthed, pervert that the redhead knew; it was a nice change but it was obvious that she was just buttering them up so that if Layla went to her parents later about her promiscuous ways, they wouldn't believe her. She kept watching the brunette, expecting her to make a pass at her, maybe reach under the table and feel up her leg, but no, she was good. It came to her attention that her parents would be gone for the night, they had plans, Layla wondered if Gwen knew about this and this was part of her own devious plans to go down on her.

"Good bye Mr and Mrs. Williams! Have a wonderful night. I'll take good care of Layla!", Gwen called outside as the adults got in their car. She closed the door, locked it with ease, and turned to face the other girl. "Parents are away, it's time to play."

"No, you're leaving!", Layla insisted.

"No more teasing. Destination Bone town, population, two!", she said, licking her lips. She walked up slowly to her, Layla backed up into a wall, Gwen had her pinned with nowhere to go, she didn't want to hit her even though she was tempted to; she was never one for violence.

"Gwen, I don't understand. Why do you like me? I'm not popular. I'm not as beautiful as you."

Gwen just smiled. "Oh, Layla. You're my confused little sex doll." She started stroking her hair and then moved further south, touch her perky breasts. "My! My! Such nice tits for a freshman!"

"Hey!" Layla smacked her groping hands away.

"I like it rough! Remember when you spanked me?"

"Yes! Now out of the way so I can call the police!" She pushed her aside and made her way to a cordless phone mounted to the wall. Just as she was about to dial, a light bulb lit up in Gwen's head; she knew how to get what she wanted and was sure Layla would go along with her.

"Wait! Layla, I just got a fabulous idea!" Layla ignored her she dialled a 9 and a 1 and was about to pound on the 1 button again but the phone was quickly flung out of her hand.

"Bitch!", she said, ready to slap her. Gwen took hold of her arms.

"Listen, okay?" Layla stayed quiet and let her go on. "I know that we're two very different people and that you've hated me for quite some time. You hate the attention I get for my body and I think that we can settle that and my love for you quite easily."

"What are you even talking about?"

"We'll fight each other!" Layla's eyes widened, there was going to be at least one moment in her life where she would have to use her fists and this probably that one and only time. She held up a fist to Gwen. "Not with our fists, honey, with our tits!" Layla's face quickly sank, just when she was starting to make sense, she went back to her weird perverted side again.

"Please, hear me out! Women do this, it's a real thing! We fight for dominance, squeezing our breasts together to see who is stronger, who can pin the other. If you win, I'll declare you the most beautiful girl at Sky High and I'll leave you alone forever, I'll never hit on you or give you a hard time ever again. What do you say?"

Layla would have said _"Hell NO!", _but she thought this over, Gwen's boobs were bigger than her own but she wasn't sure if they would be that much stronger, it would be extremely stupid and embarrassing but at least she would have her off her case.

"We're doing this topless, right?"

"Yes!", Gwen said, looking over Layla.

"Okay. We'll do this in my room, no powers, no cheating. Just our tits."

"Of course!"

The two girls walked into the bedroom. It certainly belonged to a teenage girl, posters on the walls and pink unicorns on a dresser that had a large mirror. Gwen gave herself a tour, she began to look through the dresser for panties, much to Layla's horror.

"Where are we doing this, Gwen?"

"How about on that bed of yours?"

"Nice try!"

They agreed on doing it standing up, Layla turned her back on her, taking her shirt off, Gwen would take a peek over her shoulder from time to time as she unhooked her bra.

"What's your cup size, Layla? Mine's 32 C."

"With or without stuffing?" Layla said as she tossed her bra aside.

"Touche!" said Gwen, throwing hers to the ground.

They faced each other, hands covering their breasts. Layla couldn't help but notice Gwen took more than her top off, she was in nothing but a black thong.

"What are you doing? We said topless!"

"I have bottoms on, Layla. Now are we going to talk all night or are we going to get this on?"

Layla took her hands away and revealed her bountiful breasts, it looked like Gwen was going to faint at the sight of them. She removed her hands next and walked up to her. Layla was stunned, her nipples were not misshapen, large dark rings like she imagines, they actually looked small and perfect; she was almost afraid to be in the same room. Gwen put her arms around her waist and Layla did the same.

"Ready?", Gwen asked.

"Ready", Layla said confidently.

They pressed their breasts together, nipple to nipple, Layla realized that this might actually hurt her. Gwen pushed her hard into her, her breasts mounting over top of the younger girl's almost touching her chin. Layla pushed back and hard, Gwen started to turn red, straining herself.

"Want to give up yet, Layla?"

"No, do you?"

This went on with further back talk, asking if the other was tired and if they wanted to throw the towel in now. Nearly ten minutes had passed by and they were still at it.

"You've got nice tits, Gwen! But mine are stronger than yours!"

"Mine are bigger and stronger! I'm stronger! I'm going to win this and I'm going to have you on that bed!"

Layla shook her body trying to shake Gwen's breasts to get them red and sore, hers were starting to get very red, she wasn't sure how much longer she could keep this up.

"You like this! You're getting turned on!" Gwen said, smiling and laughing.

"No!" Layla said, laughing a little bit, "This is fun! I've almost got you!"

"You look so hot!" Gwen said as she pushed her against a wall.

"You used to be a fattie, didn't you? You were a fat girl weren't you Gwen!"

"You used to have dog face, I bet!", Gwen remarked. "You turned out cute but I bet you were fugly when you were five!"

Layla retaliated by pushing her back, against another wall.

"You! You!..." Layla started.

Layla's eyes met hers and what happened next was like a beautiful dream. Layla wasn't sure what she was doing, her tongue was doing all the talking. It was in Gwen's mouth.

**More to come. Things are just heating up!**


	4. EVIL

**Layla might have finally kissed Gwen but now she must decide which path to follow.**

Layla couldn't help herself, she was practically eating Gwen's face. They lashed tongues together and worked them around in each others mouth. She tried to stop herself, but Gwen was just too powerful. Gwen kissed her face and nibbled on her neck.

"This isn't happening! This isn't happening!" Layla said aloud, "This is just some crazy nightmare!"

"You love this and you know it!" Gwen cheered. She was licking around her ear at this point.

Layla couldn't get over how good she smelt, Gwen was giving off a luring scent, she slid her fingers through the brunette's hair gently. Gwen helped her out of her skirt, feeling up and down her waist as she did. She started whispering naughty things into her ear. Layla smiled because what was being said wasn't the crude language she had used before, this was more pleasing and strangely romantic. She took Layla's hands and placed them on her ass.

"I've missed your touch." she said sweetly. Layla kissed her passionately as Gwen helped her on her bed.

Layla moaned after every sensual touch. Gwen whispered more into her ear, only this time it wasn't like before. "Together we shall rule Sky High!" Layla backed away from her immediately, Gwen stood up, her underwear still on. "What's the matter, baby?" Layla used her powers on a plant she kept near a window, vines burst out of the pot and wrapped around Gwen's ankles, she was stuck.

"What's this? I thought you trusted me?"

"Rule Sky High? I knew you were evil! What were you working on that day I found you in the lab?" Layla demanded.

"I like it when you get all angry, Layla. It's so hot! Especially when you use your powers. So much more kinky that way!" Gwen said, licking her lips. Layla sat down on the bed, almost oblivious to the fact she was naked in the same room with another girl. She had to get her head straight. "Layla, does this really change how you feel about me? I was thinking about you when I was planning this. You at my side as we conquer those dweebs, first Sky High and then the world, doesn't that sound like fun?"

Layla folded her arms and looked at her and then the floor. "It does...but I don't want to hurt anyone, I don't want to be bad."

"You'll like being bad, it feels so good. What we were just doing, it could feel like that all the time." Layla looked up at her innocently, still feeling betrayed; she was beginning to have feelings for the girl and very much wanted to see where this was going.

"Really?" she asked.

"Yes, really. I love you Layla and I want us to fight side by side together."

"It would be fun to get back at some people" Layla said with a devious smile. Gwen returned a smile, looking devilish, "I'm still not sure, maybe you can help me."

She let the vines loosen around Gwen's ankles and they descended back to the plant on the window. Gwen laid on the bed with Layla, they continued making out. Layla spanked her hard. "Bad girl!" she said with an evil laugh.

"No" said Gwen. "This is how you do an evil laugh...Mwahahaha!"

Layla tried to copy her, getting even louder. "Okay...MWWWAAHHHAHAHAH!"

This turned Gwen on, the two laughed and moaned long into the night. Layla had a tough decision to make. She wasn't sure if she could be evil but she could give it a try.

**One more chapter and I'm moving on. I might try another story with these two again.**


	5. Because it Feels Good!

**Here it is, one last chapter. Like I said before I might write another about these two. Here it is the conclusion to Layla's descent into villainy.**

The sleepover was hardly a sleepover since it had nothing to do with sleep. Layla kissed Gwen's naked body all over, she couldn't help herself any more. Gwen got her out of her panties and played with her, feeling the moist spot between her legs. Layla moaned and screamed, she dug her nails into Gwen's back causing her to moan. While Layla wanted to perform more passionately, Gwen wanted her to get more rough. "Kiss me! Love me!" Layla kissed her on the lips hard and nibbled on her neck. "Harder! Treat me like a bitch!" Layla sunk her teeth hard on her neck. "Slap me!"

"What?"

"I've been bad, you have to slap me!"

Layla decided not to question her, she slapped her across the face as hard as she could. Gwen was instantly turned on by this, she pounced at the girl and got her on her back. "You're such a freak" Layla said as she got her neck sucked on.

"You like it my Layla."

"You know what, I do. I really do" Layla realized this was exactly what she wanted, she wanted to make love to the most popular girl in school. "I love you Gwen. You're disgusting and vulgar. But you're so hot and you just don't give a shit. You're amazing!"

"Here, suck on this for a while" Gwen said putting a breast into her mouth. "I'm going to have you sitting on my face here in another minute."

"Actually, I was thinking you could sit on my face. But first, I want to suck on these for a bit longer."

"That's my dirty girl" Gwen said, planting a soft kiss on her lips. Layla smacked her round behind causing her to yelp. She laughed. They continued their love making through the night, it was passionate and every thing both girls had always wanted. Gwen liked it rough and Layla liked being rough with her, she never thought she would enjoy the pain but she was starting to become addicted. Waking up in the morning she found herself with her arms around the super vixen, she didn't want to let her go. They had sex again soon after Gwen woke up, they could've done it all day since Layla's parents weren't home yet but Gwen had preparations for taking over Sky High.

"Take me with you" Layla insisted.

"There was never an option of you not coming, I would've dragged you by the hair kicking and screaming" Gwen said, sticking her tongue into the redhead's mouth and working it around. She took her to her home/ hide out, Layla was thrilled to see the gadgets and blueprints covering the queen bee's walls. She was a certified super villain. She knew exactly what she wanted, she had her eyes on the prize. The gun Layla had seen her work on in class was her ultimate weapon, it had the power to generate black holes and destroy anything in it's path.

"We're not going to kill anyone, are we?" Layla asked, still showing somewhat of a moral compass.

"Only those who get in our way, honey!"

Gwen revealed an armoured costume she would be wearing, complete with a helmet. She didn't forget about Layla, she would need a disguise as well if they wanted to pull this off. "As much as I hate to, gonna need to cover up that gorgeous face of yours."

"Can I make my own costume?" Layla asked with a smile.

"Sure, but make sure it's not better than mine" said Gwen with a frown. Layla nodded, she didn't want to look better than her. "I'm kidding!"

Layla spent a lot of time in the bathroom, almost forty minutes, Gwen knocked on the door repeatedly, wondering what the hold up was. She stepped out, Gwen was in shock when she saw what she had for a costume. Layla had her pigtails done up so they were up higher and sticking out from both end and had her face done up in clown makeup and to top it off she wore green tights.

"You're so fucking hot!" Gwen said, rushing over to her and planting a kiss, messing up Layla's makeup in the process.

Layla gave her new love a push back, her lipstick and white makeup had smeared, "Gwen, I'm going to have to go back and fix this!"

Gwen grabbed her arm, "No time, babe! We have important things to take care of."

They went over a few details of how everything would go down, step by step. Layla had never used her powers to hurt anyone but she wasn't going to call it quits now, she was sure it would be a lot of fun. Gwen went over a checklist with her.

"Gun?" Gwen asked.

"Check" Layla said, checking off the item on a clipboard.

"Evil laugh?"

Layla did her best evil laugh, "Mwhahaha! Check!"

"Hot ass sidekick?"

"Fuck yes!" Layla said.

They were ready, no more fooling around, they flew up to Sky High with the help of Gwen's equipped jet pack on her back; Layla had her best grip on her, clinging to her back. Those fools at Sky High wouldn't know what hit them, all the future superheroes and sidekicks would have to choose what side they were on. Everyone thought it was going to be such a normal day too, nothing out of the ordinary went on at school that morning other than the fact Gwen and Layla were missing, two students that hardly missed a day of school, both for their own reasons. Lunch had just started and students were roaming the halls, without warning, the front entrance burst open, debris flying everywhere. Gwen entered with Layla close to her side, she gave the score of what was going down.

"You're either with me or against me!" she said in a high pitched, robotic voice which got Layla hot.

Students tried to fight them but having Gwen and Layla combined proved to be a challenge; their powers were stronger and more precise than there's were, Will Stronghold wasn't sure why but the girl with the clown face looked familiar.

"Layla?" he asked stunned. Layla took the gun from Gwen and shot it at Will, creating a black hole. Will was instantly sucked in and the black hole disappeared. Gwen nodded in approval. It looked like they were going to win, they wailed on every kid that got in their way. Gwen was going to let off a shot in the hallway when Principal Powers and staff showed up.

"What is the meaning of this?" she asked, looking annoyed.

"I'm Royal Pain and this is..." Gwen had forgotten not to give Layla a name, "Friend."

"You don't stand a chance" the principal said as the teachers showed their powers off in a stance.

"We'll see about that!" Gwen said as she got ready to blow them all away.

Things definitely didn't go as planned, the two were pinned to the floor and the gun was seized by Principal Powers. Once she discovered they were both students and stand up ones at that she was furious with them and their behaviour. So here is the unfortunate end to our little story about love, madness, power, and evil. Layla and Gwen were both locked up in detention, Principal Powers stayed only for a few minutes to scold them.

"The damage you've done to the school, the lives you could have taken? We still don't know what happened to Mr. Stronghold. I'm especially disappointed in you Layla, what were you trying to prove?" Layla remained silent and lowered her head. Powers left the room, shaking her head angrily, "Your parents have been informed. I can't do anything else for you."

Gwen took a look at her partner in crime and couldn't help but feel guilty for the mess she had gotten her in, she thought her plan was fool proof. "I'm so sorry, Layla. At least we'll be together. We're dangerous people. Lock us up and throw away the key" she said with a chuckle.

Layla looked up at her and smiled, she opened her mouth to reveal she had a key, the key that would be their one and only freedom. Gwen kissed her with nothing more than absolute passion. A teacher walked up the detention room window and tapped at the glass, "Break it up, jail birds!" The two super villains didn't care, they would make their break soon enough and finish what they started!...

THE END?...

**Love it? Hate it? Bye for now!**


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